ACQUISITION AND MERGER AGREEMENT by and among MIDWEST HOLDING GROUP, INC., MILLIS REAL ESTATE LEASING, LLC, THE MEMBERS OF MILLIS REAL ESTATE LEASING, LLC, HEARTLAND TRUCKING, INC. HEARTLAND EXPRESS, INC. OF IOWA HEARTLAND EXPRESS, INC., in its...Acquisition and Merger Agreement • November 12th, 2019 • Heartland Express Inc • Trucking (no local) • New York
Contract Type FiledNovember 12th, 2019 Company Industry JurisdictionThis Acquisition and Merger Agreement (this "Agreement") is executed and delivered as of August 26, 2019, by and among (i) Heartland Express, Inc. of Iowa, an Iowa corporation (the "Buyer"); (ii) Heartland Trucking, Inc., a Wisconsin corporation and wholly owned subsidiary of Buyer (“Merger Sub”); (ii) Midwest Holding Group, Inc., a Wisconsin corporation ("Midwest"); (iii) Millis Real Estate Leasing, LLC, a Wisconsin limited liability company (“Millis” and with Midwest, collectively the “Companies” and each a “Company”) (the Companies with all Subsidiaries of Midwest collectively the “Entities” and each an “Entity”); (iv) the Persons listed on the signature pages hereto as the members of Millis (individually a "Seller" and collectively, "Sellers"); David P. Millis, in capacity as Sellers' Representative; and (v) Heartland Express, Inc., a Nevada corporation ("Parent"), in its capacity as guarantor. Capitalized terms used herein have the meanings set forth in Article 7 below or elsewher